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    Aug. 21, 2025

How the Big, Beautiful Bill Impacts the Big, Beautiful Private Funds Industry

The One Big, Beautiful Bill Act became the One Big, Beautiful Law (OBBL) on July 4, 2025. The OBBL makes permanent many expiring provisions of the 2017 Tax Cuts and Jobs Act, while also changing key features of U.S. tax law applicable to businesses and investments. In addition, the Speaker of the U.S. House of Representatives stated that a second, smaller tax package will be enacted later in 2025. The follow-on legislation is meant to reintroduce provisions that were excluded by the Senate’s parliamentarian from the OBBL under the Senate’s revenue reconciliation process. In a guest article, Seward & Kissel partner Brett R. Cotler summarizes portions of the OBBL that impact private funds, their investors and their sponsors, as well as several notable omissions and failed proposals that, if enacted, would have affected the private funds ecosystem. See “How the Tax Cuts and Jobs Act Will Affect Private Fund Managers and Investors” (Feb. 22, 2018).

Assessing the SEC’s Performance During the First Six Months of the Trump Administration

The first six months in office are a helpful benchmarking point to assess the tone, tenor and productivity of a U.S. president’s time in office. That holds true for various U.S. regulators and government agencies as well, as it can provide insights into what to expect for the rest of the president’s term. During the first six months of President Trump’s second stint in office, and under the remit of SEC Chair Paul S. Atkins, the agency’s most pronounced efforts to date have effectively been to walk back many of the efforts – and the overall tone – that occurred under former SEC Chair Gary Gensler. Although that is most notably reflected in Atkins’ decision to explicitly withdraw 14 proposed rules that were issued under Gensler, it is also shown in the Commission’s earnest efforts to improve its relationship with the private funds industry. To help PE sponsors reorient themselves to the SEC’s practices to date under Atkins and anticipate its efforts going forward, the Private Equity Law Report interviewed Simpson Thacher partners Adam S. Aderton and David W. Blass. This article captures their insights on staffing reductions and other operational changes at the Commission; the agency’s push to improve retail access to private markets; its pivot away from rulemaking focused on the private funds industry; its ongoing examination efforts; and the shift in focus in the enforcement matters being pursued. See “What’s Next for the SEC? A Look at the Latest Reg Flex Agenda” (Oct. 3, 2024).

Implications of SEC’s Co‑Investment Relief for BDCs and Registered Closed‑End Funds

The SEC recently issued simplified co‑investment relief, which updates and streamlines the exemptive orders applicable to business development companies and closed-end funds registered under the Investment Company Act of 1940. The simplified relief set forth in a notice of proposed exemptive relief (New Relief) was issued in response to an application made by an investment firm. To assist managers with understanding and implementing the New Relief, Dechert hosted a webinar featuring partners William J. Bielefeld, Paul S. Stevens Jr. and Nadeea R. Zakaria. The expert panel provided an overview of the New Relief, reviewed key changes from prior orders and highlighted practical issues to keep in mind when navigating the new regime. This article summarizes the key takeaways from the program. For additional insights from Dechert, see “Dechert and Mergermarket 2025 PE Outlook: Ongoing Fundraising and Liquidity Challenges” (Feb. 6, 2025); and “Challenging Fundraising Outlook for PE and VC Offers Unique Opportunities for Private Credit and Emerging Managers” (May 2, 2024).

Common Pitfalls and Best Practices When Performing Annual Compliance Reviews

The Alternative Investment Management Association (AIMA) recently hosted a “Back to Basics” webinar to help registered investment advisers prepare balanced annual compliance reviews that demonstrate a strong compliance program and avoid unnecessary SEC scrutiny. Among other topics, the webinar discussed who should conduct the annual review, the role of regulatory technology, considerations when documenting the review, common pitfalls that managers face and tips for how to address issues that arise during a review. The webinar, entitled “The Whats, Whys, and Hows of a Comprehensive SEC Adviser Annual Compliance Review,” was moderated by Suzan Rose, senior adviser, government and regulatory affairs at AIMA; and featured the co‑leads of the mock examination team at ACA Group (ACA), Michele Foldenauer and Robert Baker. Prior to joining ACA, Foldenauer worked in the SEC’s Private Funds Unit, and Baker had extensive experience in both the SEC’s Divisions of Examinations and Enforcement. This article summarizes the key takeaways for PE sponsors from the webinar. See “Testing Is an Integral Component of Compliance Programs” (Jul. 25, 2024); and “Improving Compliance Programs With Gap Analysis and Risk Assessments” (Dec. 14, 2023).

SEC Denies Motion to Amend and Stay Settled Orders Over Off‑Channel Communications

On April 14, 2025, the SEC issued an order (Order) denying motions made by 16 respondents (Respondents) in the hope of bringing about modifications and stays of settled orders against them over employees’ use of personal devices for business-related communications (i.e., off-channel communications), and related recordkeeping lapses. The Commission upheld earlier cease-and-desist orders against the 16 entities, keeping in place a range of compliance and reporting burdens imposed as part of an enforcement sweep against entities that failed to meet the SEC’s recordkeeping requirements. The motion was slightly atypical in that the Respondents argued that they were penalized more harshly than other firms caught later in the sweep. Commissioner Hester M. Peirce sympathized with them in her dissent, questioning the fairness of the settlements, especially given that the undertakings imposed on them would also have consequences for their FINRA membership. This article summarizes the settlements, the Respondents’ motions, the Order and Peirce’s dissent, and presents legal analysis of the decision and what it portends for regulatory enforcement in the coming months under new SEC leadership. For coverage of previous SEC sweeps, see “Latest SEC Sweep of Off‑Channel Communications Both Befuddles and Turns Up the Heat on Investment Advisers” (Mar. 21, 2024); and “Enforcement Actions Resulting From SEC Sweep Keep Off‑Channel Communications in the Spotlight” (Oct. 5, 2023).

Akin Adds Two Real Estate Fund Formation Partners in Chicago

Akin has welcomed two investment management partners – Wendy Dodson Gallegos and Jessica Pan – to the firm’s Chicago office. The pair adds depth to the firm’s real estate fund formation practice. See “How Real Estate Fund Managers Can Navigate Current Liquidity, Valuation and Transparency Challenges” (Jul. 13, 2023); and “Real Estate Fund Sponsors Under the Advisers Act: To Register or Not? That Is the Question” (Mar. 9, 2023).

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